AMENDED AND RESTATED SENIOR SECURED REVOLVING CREDIT AGREEMENT dated as of January 27, 2010 among SOLAR CAPITAL LTD., The LENDERS Party Hereto, and CITIBANK, N.A., as Administrative Agent CITIGROUP GLOBAL MARKETS, INC. as Sole Lead Bookrunner and Sole...Senior Secured Revolving Credit Agreement • February 9th, 2010 • Solar Capital Ltd. • New York
AMENDED AND RESTATED SENIOR SECURED REVOLVING CREDIT AGREEMENT dated as of January 27, 2010, among SOLAR CAPITAL LTD., a Maryland corporation, the LENDERS party hereto and CITIBANK, N.A., as Administrative Agent.
SOLAR CAPITAL LTD. [ ] Shares of Common Stock ($0.01 par value) UNDERWRITING AGREEMENTUnderwriting Agreement • February 9th, 2010 • Solar Capital Ltd. • New York
The undersigned, Solar Capital Ltd., a Maryland corporation (the “Company”), Solar Capital Partners, LLC, a Delaware limited liability company (the “Adviser”) and Solar Capital Management, LLC, a Delaware limited liability company (the “Administrator”), address you as underwriters and as the representatives (the “Representatives”) of each of the several underwriters named in Schedule II hereto (the “Underwriters”). The Company proposes to sell to the Underwriters the number of shares of its common stock, par value $0.01 per share (the “Common Stock”) set forth in Schedule I hereto (said shares to be issued and sold by the Company being hereinafter called the “Underwritten Securities”). The Company also proposes to grant to the Underwriters an option to purchase up to the number of additional shares of Common Stock set forth in Schedule I hereto to cover over-allotments (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called t
CUSTODY AGREEMENTCustody Agreement • February 9th, 2010 • Solar Capital Ltd. • New York
AGREEMENT, dated as of between Solar Capital Ltd., a Maryland corporation having its principal office and place of business at 500 Park Avenue, 5th Floor, New York, NY 10022 (the “Company”) and THE BANK OF NEW YORK MELLON, a New York corporation authorized to do a banking business having its principal office and place of business at One Wall Street, New York, New York 10286 (“Custodian”).
AGREEMENT AND PLAN OF MERGERMerger Agreement • February 9th, 2010 • Solar Capital Ltd. • Maryland
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of February [ ], 2010, is by and between Solar Capital LLC, a Maryland limited liability company (“Solar LLC”), and Solar Capital Ltd., a Maryland corporation (“Solar Ltd.”).
UNIT EXCHANGE AGREEMENTUnit Exchange Agreement • February 9th, 2010 • Solar Capital Ltd. • Maryland
THIS UNIT EXCHANGE AGREEMENT (this “Agreement”) is made and entered into as of February __, 2010, by and among Solar Cayman Limited, a Cayman Islands exempted company, Solar Offshore Limited, a Cayman Islands exempted company, and Solar Domestic LLC, a Delaware limited liability company (collectively the “Feeder Companies”), Solar Capital Management, LLC, a Delaware limited liability company (“Solar Management”) and Solar Capital Ltd., a Maryland corporation (“Solar Ltd.”). The Feeder Companies, Solar Management and Solar Ltd. are collectively the “Parties” and individually a “Party”).
NOTE AGREEMENT DATED AS OF , 2010 BY AND AMONG SOLAR CAPITAL LTD. AND THE SEVERAL INVESTORS PARTY HERETO 8.75% SENIOR NOTESNote Agreement • February 9th, 2010 • Solar Capital Ltd. • New York
This NOTE AGREEMENT (this “Agreement”), dated as of , 2010, is among Solar Capital Ltd., a Maryland corporation (the “Company”), and the several investors listed on Schedule I attached hereto (each a “Investor” and, collectively, the “Investors”).
SOLAR CAPITAL LTD. SHARE PURCHASE AGREEMENTShare Purchase Agreement • February 9th, 2010 • Solar Capital Ltd. • New York
THIS SHARE PURCHASE AGREEMENT (the “Agreement”) is made as of February , 2010 by and between SOLAR CAPITAL LTD., a Maryland corporation (the “Company”), on the one hand, and SOLAR CAPITAL INVESTORS II, LLC, a Delaware limited liability company (the “Purchaser”) on the other hand. Except as otherwise indicated herein, capitalized terms used herein are defined in Section 6 hereof.
